Form 8 (OPD) - LondonMetric

RNS Number : 4094B
LondonMetric Property PLC
06 June 2019
 

FORM 8 (OPD)

 

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

(a) Full name of discloser:

LondonMetric Property plc

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.


(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

LondonMetric Property plc (OFFEROR)

(d) Is the discloser the offeror or the offeree?

OFFEROR

(e) Date position held:

     The latest practicable date prior to the disclosure

5 June 2019

(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

     If it is a cash offer or possible cash offer, state "N/A"

YES

If YES, specify which:

A & J Mucklow Group Plc (OFFEREE)

 

 

2.         POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

 

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

 

Class of relevant security:

 


 

 

Interests

Short positions

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

NIL

0.00

NIL

0.00

(2) Cash-settled derivatives:

 

NIL

0.00

NIL

0.00

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

NIL

0.00

NIL

0.00

 

     TOTAL:

NIL

0.00

NIL

0.00

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

(b)        Rights to subscribe for new securities

 

Class of relevant security in relation to which subscription right exists:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

 

 

3.         POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

 

Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

 

 

(a)        Shares held by the directors of LondonMetric Property plc1

 

Name

Number of Ordinary Shares of 10p each in the Offeror interested in

Percentage of total issued share capital (%) (excluding shares under option) of the Offeror

 

Andrew Jones

3,791,072

0.541%

Martin McGann

2,564,560

0.366%

Valentine Beresford

2,991,860

0.427%

Mark Stirling

2,485,522

0.355%

Patrick Vaughan

12,250,000

1.748%

Suzanne Avery

22,750

0.003%

James Dean

20,000

0.003%

Robert Fowlds

104,000

0.015%

Andrew Livingston

68,898

0.010%

Rosalyn Wilton

100,000

0.014%

 

Notes

1.   The shares held by the directors indicated in this list are held beneficially by them, their close relatives or related trust together.

 

 

(b)        Awards granted to the Directors of LondonMetric Property Plc outstanding2

 

Name

Description of Award

Date of Grant

Number of Ordinary Shares of 10p each subject to the outstanding awards

Andrew Jones

LTIP 2016

8 June 2016

720,568

LTIP 2017

16 June 2017

667,925

LTIP 2018

15 June 2018

582,698

LTIP 2019

5 June 2019

534,747

Deferred Bonus Shares

8 June 2016

70,434

Deferred Bonus Shares

16 June 2017

162,622

Martin McGann

LTIP 2016

8 June 2016

390,122

LTIP 2017

16 June 2017

361,620

LTIP 2018

15 June 2018

315,477

LTIP 2019

5 June 2019

294,989

Deferred Bonus Shares

8 June 2016

38,519

Deferred Bonus Shares

16 June 2017

90,551

Valentine Beresford

LTIP 2016

8 June 2016

410,811

LTIP 2017

16 June 2017

380,798

LTIP 2018

15 June 2018

332,209

LTIP 2019

5 June 2019

304,872

Deferred Bonus Shares

8 June 2016

40,562

Deferred Bonus Shares

16 June 2017

95,354

Mark Stirling

LTIP 2016

8 June 2016

410,811

LTIP 2017

16 June 2017

380,798

LTIP 2018

15 June 2018

332,209

LTIP 2019

5 June 2019

304,872

Deferred Bonus Shares

8 June 2016

40,562

Deferred Bonus Shares

16 June 2017

95,354

Andrew Smith

LTIP 2019

5 June 2019

153,066

 

Notes

2.     Earliest LTIP vesting date is 3 years from the date of grant subject to performance conditions and continued employment. Deferred bonus awards vest equally over 3 years subject only to continued employment.

 

 

(c )       Interests in ordinary shares of LondonMetric Property Plc held by other concert parties of LondonMetric Property Plc

 

Name

Number and position in respect of Ordinary Shares

Percentage of total issued share capital (%)

J.P. Morgan Chase Bank (Custody)

2 - Long

<0.01

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

 

4.         OTHER INFORMATION

 

(a)        Indemnity and other dealing arrangements

 

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it:

Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"

 

None

 

 

(b)        Agreements, arrangements or understandings relating to options or derivatives

 

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to:

(i)  the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

 

None

 

 

(c)        Attachments

 

Are any Supplemental Forms attached?

 

Supplemental Form 8 (Open Positions)

NO

Supplemental Form 8 (SBL)

NO

 

 

Date of disclosure:

6 June 2019

Contact name:

Jadzia Duzniak

Company Secretary

Telephone number:

+44 (0) 20 7484 9035

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 


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